Citigroup Inc. 424B Filings

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering $1,000,000 of callable contingent coupon equity linked securities due January 25, 2029, tied to the worst performer of the Nasdaq‑100 Index®, Russell 2000® Index and S&P 500® Index.

Each $1,000 security can pay a 1.00% contingent coupon per monthly period (12.00% per annum) if, on the relevant valuation date, the worst performing index is at or above 75% of its initial level. If the worst index is below this coupon barrier on any valuation date, no coupon is paid for that period.

Unless earlier redeemed, at maturity investors receive $1,000 per security only if the worst index is at or above 75% of its initial level; otherwise, repayment is reduced one‑for‑one with the decline of the worst index, down to possible total loss of principal. Citigroup may call the notes on specified dates, paying $1,000 plus any due coupon. The securities are unsecured, not listed on an exchange, and the initial estimated value is $986.60 per $1,000 issue price.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing unsecured autocallable contingent coupon securities linked to the worst performer of the Russell 2000® and S&P 500® indices, maturing on January 27, 2027. Each $1,000 security offers a quarterly contingent coupon of 1.9375% (annualized 7.75%) paid only if, on the relevant valuation date, the worst-performing index is at or above 60% of its initial level.

The notes may be automatically called on specified dates if the worst-performing index is at or above its initial level, returning $1,000 plus the coupon. If not called, investors receive at maturity: $1,000 if the worst-performing index is at or above its initial level, $1,000 if it is below but no knock-in event has occurred, or $1,000 plus index return (which may be deeply negative) if a knock-in event has occurred and the index finishes below its initial level.

A knock-in occurs if either index closes below 60% of its initial level on any trading day during the observation period, exposing investors to full downside of the worst performer and potential loss of all principal. The securities are not listed, may have limited liquidity, have an initial estimated value of $987.30 per $1,000, and all payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. U.S. tax treatment is uncertain and may be adverse, particularly for non-U.S. holders.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing $1,000 denomination autocallable contingent coupon equity-linked securities tied to the worst performing of the Nasdaq‑100, Russell 2000 and S&P 500 indices, maturing January 25, 2029.

The notes pay a contingent coupon of 0.8917% per month (about 10.70% per year) only if, on each valuation date, the worst performing index is at or above 70% of its initial level. If on any potential autocall date the worst index is at or above its initial level, the notes are automatically redeemed at $1,000 plus that coupon.

If not called, principal repayment at maturity depends on the worst index: if it is at or above 70% of its initial level, investors receive $1,000; if it is below, repayment is reduced 1‑for‑1 with the index loss and can fall to zero. The securities are unsecured, unsubordinated obligations, not listed on any exchange, subject to Citigroup credit risk, and have an issue price of $1,000 with an estimated value of $990.40 and an underwriting fee of up to $7.50 per note.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured Autocallable Contingent Coupon Equity Linked Securities tied to the worst performing of the Russell 2000® Index and the S&P 500® Index, maturing on January 27, 2027. Each security has a $1,000 stated principal amount and may pay a 2.50% contingent coupon per quarter (10.00% per annum) if, on the relevant valuation date, the worst performing index is at or above 70.00% of its initial level.

The notes can be automatically called on valuation dates in April, July and October 2026 if the worst performing index is at or above its initial value, returning $1,000 plus the coupon. If not called and no knock-in event occurs, you receive $1,000 at maturity even if the worst index is below its initial level, provided it stays at or above 70.00% of its initial level throughout the observation period.

If a knock-in event occurs (any index closes below 70.00% of its initial level on any day) and the worst index finishes below its initial level, principal is reduced 1% for each 1% index decline, down to zero. The securities are unlisted, subject to Citi credit risk, and have an estimated value on the pricing date of $985.20 per $1,000 issue price.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering £1,000,000 of Contingent Barrier Digital Notes linked to the S&P 500 Index, each with a £1,000 stated principal due on February 5, 2027.

At maturity, holders receive £1,000 plus a fixed return of £71 (7.10%) per note if the final index level is at or above the barrier of 5,437.488, which is 80% of the initial level of 6,796.86. If the index closes below the barrier, the payoff becomes £1,000 plus £1,000 times the index return, creating full downside exposure and the possibility of losing the entire investment.

The notes are issued in sterling, will not be listed on any exchange, and clear through Euroclear and Clearstream. The issue price is £1,000 per note, while the estimated value is £987.50, reflecting structuring and distribution costs. U.S. federal tax treatment is uncertain, with counsel viewing the notes as prepaid forward contracts but noting alternative characterizations are possible.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured, autocallable structured notes linked to the worst performer of the Dow Jones Industrial Average, the Russell 2000® Index and the S&P 500® Index, each with a stated principal amount of $1,000 and maturing on February 19, 2031.

The notes pay no interest and may be automatically redeemed on scheduled valuation dates starting in February 2027 if the worst-performing index is at or above 90% of its initial level, in which case investors receive $1,000 plus a fixed premium that steps up from 6.25% to 31.25% of principal over time.

If not called, at maturity investors receive principal plus the final premium if the worst index is at or above 90% of its initial level, only principal back if it is between 70% and 90%, and a loss matching the full downside of the worst index if it finishes below 70%, potentially losing their entire investment. The notes will not be listed, carry underwriting fees of up to $37.50 per note, and all payments depend on the credit of Citigroup Global Markets Holdings Inc. and Citigroup Inc.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering callable contingent coupon equity-linked securities maturing on January 25, 2029. Each $1,000 security can pay a quarterly contingent coupon of 0.6875% (an annualized 8.25% rate) if, on the relevant valuation date, the worst performing of the Nasdaq-100 Index®, Russell 2000® Index and S&P 500® Index is at or above 70% of its initial level.

If the notes are not called and, on the final valuation date, the worst performing index is at or above 70% of its initial level, investors receive $1,000 plus the final coupon. If it is below 70%, repayment is reduced one-for-one with the index loss, down to zero, and no final coupon is paid. Citigroup may redeem the notes early on specified dates at $1,000 plus any due coupon. The notes are unsecured, subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., will not be listed on an exchange, and have an issue price of $1,000 versus an estimated value of $959.20.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering unsecured medium‑term notes that are equity‑linked and contingent coupon–paying, tied to the worst performer of the Dow Jones Industrial Average, Nasdaq‑100 Index® and Russell 2000® Index. Each security has a $1,000 stated principal amount and runs to October 5, 2026, with potential early redemption on specified dates at $1,000 plus any due coupon.

The notes pay a contingent coupon of at least 0.9167% per month (about 11.00% per year, set on the pricing date) only if, on the relevant valuation date, the worst‑performing index is at or above 80% of its initial level. At maturity, if not called and the worst index is at or above 80% of its initial value, investors receive $1,000 plus any final coupon. If it is below 80%, repayment is reduced 1% for each 1% decline in that worst index, down to a possible total loss.

The securities are not listed, may be illiquid, and all payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. Higher coupon potential is explicitly linked to high risk of missed coupons and principal loss, with additional risks from index volatility, low correlation, structuring valuation, and complex U.S. tax treatment, especially for non‑U.S. investors.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured callable contingent coupon equity-linked notes tied to the worst performer of the Nasdaq-100 Index®, the Russell 2000® Index and the SPDR® S&P® Regional Banking ETF, maturing on January 29, 2029.

Each note has a $1,000 stated principal amount and pays a contingent coupon of at least 0.7708% per period (about 9.25% per year) only if, on the relevant valuation date, the worst-performing underlying is at or above 70% of its initial value. At maturity, if the notes are not called and the worst-performing underlying is at or above 60% of its initial value, investors receive $1,000; otherwise repayment is reduced one-for-one with the underlying’s loss and can fall to zero.

The issuer may redeem the notes in whole on specified dates by paying $1,000 plus any due coupon. The notes will not be listed, carry full credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and have an estimated value on the pricing date of at least $891.50 per $1,000, below the issue price due to selling, structuring and hedging costs.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering Trigger Autocallable Notes linked to the S&P 500® Index, maturing on or about January 28, 2028. Each note has a $10 stated principal amount and a quarterly automatic call feature starting about six months after issuance.

If on any valuation date the S&P 500 closing level is at or above the initial level, the notes are called and pay the $10 principal plus a call return based on a fixed 8.85% per annum rate, rising over time (up to 17.70% by the final valuation date). If the notes are not called, and at maturity the index is below the initial level but at or above 80% of the initial level (the downside threshold), investors receive only the $10 principal.

If at maturity the index is below the downside threshold, repayment is reduced in full proportion to the index loss, down to zero, so investors can lose all of their principal. The issue price is $10.00 per note, with proceeds to the issuer of $9.85 and an underwriting discount of $0.15 per note. Citigroup estimates the trade-date value will be at least $9.695 per note. Returns and repayment are subject to the credit risk of the issuer and guarantor, and the tax treatment is complex and uncertain.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering Trigger Callable Contingent Yield Notes linked to the least performing of the S&P 500 Index, Nasdaq-100 Index and Russell 2000 Index. Each note has a stated principal amount of $10.00, a term of about 3.25 years from a January 29, 2026 settlement date to a May 1, 2029 maturity date, and pays a contingent coupon of 9.60% per annum, evaluated quarterly.

A coupon is paid only if on every trading day in the relevant quarter all three indices stay at or above their coupon barriers, set at 65% of their initial levels. The issuer may, in its sole discretion, call the notes on any coupon payment date and repay $10.00 per note plus any due coupon, after which no further payments are made.

If the notes are not called and the final level of the least performing index is at or above its downside threshold, set at 60% of its initial level, investors receive $10.00 plus any due coupon at maturity. If that index finishes below its downside threshold, the maturity payment is reduced in proportion to the loss of that index, down to zero, so investors can lose their entire investment. The notes are unsecured obligations subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The issue price is $10.00 per note, with proceeds to the issuer of $9.90 per note after a $0.10 underwriting discount.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering unsecured Trigger Callable Yield Notes linked to the least performing of the Nasdaq-100 Index and the Russell 2000 Index. Each note has a $10 stated principal amount and a term of about 1.25 years, with monthly coupons at an annual rate of 10.20% to 10.75%, paid regardless of index performance while the notes are outstanding.

Beginning around three months after issuance, the issuer may, in its sole discretion, call the notes on any monthly coupon date and repay $10 plus the coupon, after which no further payments are made. If the notes are not called and, on the final valuation date, the worst-performing index is at or above 70% of its initial level, holders receive $10 per note plus the final coupon at maturity.

If the notes are not called and the least performing index finishes below 70% of its initial level, investors receive $10 multiplied by 1 plus that index’s return, plus the final coupon, which can mean a substantial or total loss of principal. Payments depend on the credit of both the issuer and guarantor, and the estimated value on the trade date is expected to be at least $9.85 per $10 note.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured autocallable contingent coupon equity-linked securities tied to the worst performer of the Nasdaq‑100, Russell 2000, Energy Select Sector SPDR ETF and Real Estate Select Sector SPDR ETF, maturing in January 2030.

The notes pay a monthly contingent coupon of at least 0.7792% of principal (about 9.35% per year) only when the worst performing underlying is at or above 70% of its initial level; missed coupons can be recaptured later if that test is met.

The notes can be automatically called starting in 2027 if the worst underlying is at or above its initial level, returning $1,000 per note plus the coupon. If not called and the worst underlying finishes below 60% of its initial level, repayment of principal is reduced one‑for‑one with the decline and can fall to zero.

The securities are not listed, carry the credit risk of both issuers, and their estimated value on the pricing date is expected to be at least $902 per $1,000 issue price due to structuring, hedging costs and internal funding rates.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured autocallable contingent coupon equity-linked securities tied to the worst performer of the Dow Jones Industrial Average, the Russell 2000® Index and the S&P 500® Index, each with a 70% coupon and final barrier of its initial value. Each security has a $1,000 stated principal amount and a contingent coupon rate of at least 9.15% per annum, paying a coupon on a payment date only if, on the preceding valuation date, the worst-performing index closes at or above its barrier.

The notes may be automatically called on specified potential autocall dates if the worst-performing index is at or above its initial value, in which case investors receive $1,000 plus the applicable coupon and no further payments. If the notes are not called, then at maturity in January 2031 investors receive $1,000 per security if the worst-performing index is at or above its 70% final barrier; otherwise, repayment is reduced in line with that index’s loss, potentially to zero.

The securities will not be listed on any exchange and are subject to the credit risk of both Citigroup Global Markets Holdings Inc. and Citigroup Inc. The issue price is $1,000 per security, with an underwriting fee of up to $6 and estimated value on the pricing date of at least $934.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured Medium-Term Senior Notes linked to the worst performer of the Nasdaq‑100, Russell 2000 and S&P 500 indices, maturing on January 3, 2031. The notes have a stated principal amount of $1,000 per security and may pay a contingent coupon of 0.8625% per month (an annualized 10.35%) if, on each valuation date, the worst performing index is at or above 75% of its initial level.

If the notes are not called and, on the final valuation date, the worst performing index is at or above 60% of its initial level, investors receive the full $1,000 principal (plus any final coupon). If it is below 60%, the payoff is reduced 1% for each 1% decline in that index, which can result in a significant loss of principal, up to a total loss. Citigroup may redeem the notes early on specified dates at $1,000 plus any due coupon. The securities are not listed, subject to the credit risk of both issuers, and their estimated value on the pricing date is expected to be at least $933 per $1,000 note, reflecting embedded costs and hedging profits.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured notes linked to NVIDIA Corporation stock with a $1,000 stated principal per security. Investors may receive quarterly contingent coupons at a rate of at least 24.00% per annum, but only when NVIDIA’s closing value on the relevant calculation day is at or above an 80% coupon threshold; missed coupons can be “remembered” and paid later if the threshold is again met.

The notes can be automatically redeemed on specified dates if NVIDIA’s value is at or above the starting value, returning $1,000 plus due contingent coupons. If not called, maturity repayment depends on NVIDIA’s final level: full principal back if it is at or above an 80% downside threshold, or a proportional loss if below, up to a total loss of principal and coupons. The estimated value is expected to be at least $932 per note, below the $1,000 offering price, reflecting selling, structuring and hedging costs. Investors face Citigroup credit risk, no dividends or voting rights in NVIDIA, limited liquidity, and significant tax and product complexity.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering $1,000 autocallable barrier securities linked to the worst performer of Coherent Corp., Credo Technology Group Holding Ltd and Sandisk Corporation, maturing February 1, 2029 unless called earlier.

If on April 27, 2026 the closing value of each stock is at or above its premium threshold, the notes are automatically redeemed for $1,248 per security ($1,000 plus a $248 premium). If not called, at maturity investors receive $1,000 plus a leveraged upside return based on 200.00% of the worst-performing stock’s gain if its final value is at or above its initial value.

If the worst-performing stock finishes below its initial value but at or above its trigger value (60% of initial in the hypotheticals), principal is repaid at $1,000 with no gain. If it finishes below the trigger, repayment is reduced one-for-one with that stock’s loss, down to zero. The notes are not exchange-listed, pay no dividends, and are estimated to be worth at least $880.50 per $1,000 at pricing.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing $1,000-per-security autocallable notes linked to the S&P 500 Futures 40% Edge Volatility 6% Decrement Index (USD) ER, with a scheduled maturity on January 26, 2034.

The notes can be automatically redeemed on specified valuation dates starting January 21, 2027 if the index closes at or above 95% of its initial value of 623.1939. On an autocall date, holders receive $1,000 plus a preset premium, which starts at 15.75% of principal and steps up over time to 126.00% on the final valuation date.

If the notes are not called and, at maturity, the index is at or above the 50.00% final barrier (311.597), investors receive $1,000 plus the final premium. If the index finishes below the barrier, repayment is reduced 1-to-1 with the index loss, down to zero in a worst case. The notes are not exchange-listed, have an issue price of $1,000, an estimated value of $881.40 based on CGMI models, and a total offering size of $2,478,000, and include complex index, liquidity and tax risks.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing $1,000 principal amount callable contingent coupon equity-linked securities tied to the worst performer of Oracle and UnitedHealth, maturing on July 26, 2027.

Investors can receive a contingent coupon of 8.125% per quarter (32.50% per annum) on each payment date only if the worst-performing stock on the prior valuation date is at or above 70% of its initial value. Citi may redeem the notes early on specified dates, paying $1,000 plus any due coupon.

At maturity, if not called, investors receive $1,000 per note if no knock-in event has occurred or if the worst-performing stock finishes at or above its initial value. If a knock-in event occurs and the worst-performing stock ends below its initial value, repayment is reduced in line with that stock’s loss and can fall to zero.

The notes are not listed, have an issue price of $1,000 and an estimated value of $959.60 per note. Total offering size is $834,000 with an underwriting fee of $6 per note, and the disclosure highlights significant market, credit, liquidity and tax risks.

Citigroup Global Markets Holdings Inc. is offering unsecured, senior equity-linked securities, guaranteed by Citigroup Inc., in $1,000 denominations and maturing in February 2028. The notes pay a contingent monthly coupon of at least 0.7667% (about 9.20% per year) only if, on each valuation date, the worst performing of the Dow Jones Industrial Average, Nasdaq-100 Index® and Russell 2000® Index is at or above 70% of its initial level.

If not called early, principal repayment at maturity depends solely on the worst-performing index: investors receive $1,000 per note if it finishes at or above 60% of its initial level, otherwise they lose 1% of principal for every 1% decline, potentially losing their entire investment. The issuer may redeem the notes on specified dates at $1,000 plus any due coupon, the securities will not be listed, and all payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc.. The issuer expects an estimated value of at least $932 per $1,000 note on the pricing date, below the issue price.

Citigroup Global Markets Holdings Inc. is offering $3,119,000 of Buffered Russell 2000® Index-Linked Notes due April 23, 2027, fully and unconditionally guaranteed by Citigroup Inc. These unsecured senior notes pay no interest and do not guarantee repayment of principal; instead, your maturity payment depends on Russell 2000® Index performance from January 21, 2026 to April 21, 2027.

For each $1,000 note, upside returns are 200% of the index gain, capped at a maximum settlement amount of $1,191.80, limiting total return to 19.18%. A 7.50% buffer protects principal only against modest declines; below 92.50% of the initial index level, you lose about 1.0811% of principal for each additional 1% decline and could lose your entire investment. The notes are not exchange-listed, may be hard to sell before maturity, and their value and any secondary market prices are influenced by Citigroup’s internal funding rate, hedging costs, and credit risk. Complex and uncertain U.S. tax treatment is highlighted, including potential future changes and Section 871(m) considerations for non-U.S. investors.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering medium-term senior notes called callable contingent coupon equity linked securities due February 1, 2029. Each security has a $1,000 stated principal amount and is linked to the worst performing of the Dow Jones Industrial Average, the Nasdaq-100 Index® and the Russell 2000® Index.

The notes pay a contingent coupon of at least 0.8542% per month (about 10.25% per year) only if, on the relevant valuation date, the worst performing index is at or above 75% of its initial level. If it is below that coupon barrier, no coupon is paid for that period.

At maturity, if the notes have not been called and the worst index is at or above 70% of its initial level, investors receive their full $1,000 principal (plus any final coupon). If it is below 70%, repayment is reduced one-for-one with the index loss, up to a total loss of principal.

The issuer may redeem the notes early on specified dates at $1,000 plus any due coupon, limiting the time investors can earn coupons. The notes are unsecured, not listed, and subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The estimated value on the pricing date is expected to be at least $924 per $1,000, less than the issue price, reflecting structuring and distribution costs.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured, medium-term, equity-linked notes tied to the worst performer of the Nasdaq-100, Russell 2000 and S&P 500 indices, maturing in February 2028. Each security has a $1,000 stated principal amount.

The notes may pay quarterly contingent coupons of at least 0.8625% (at least 10.35% per year) only if the worst-performing index on each valuation date is at or above 70% of its initial level. Citigroup can redeem the notes early on specified dates at $1,000 plus any due coupon.

At maturity, if not called, investors receive $1,000 per security only if the worst-performing index is at or above 70% of its initial level; otherwise, repayment is reduced one-for-one with that index’s loss and can fall to zero. The notes are not exchange-listed and all payments depend on the credit of Citigroup Global Markets Holdings Inc. and Citigroup Inc.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured Medium-Term Senior Notes linked to the worst performing of the Nasdaq‑100 Index®, the Russell 2000® Index and the State Street® Energy Select Sector SPDR® ETF. Each security has a $1,000 stated principal amount.

The notes pay a contingent coupon of at least 1.00% per period (at least 12.00% per annum) on scheduled dates only if, on the relevant valuation date, the worst performing underlying is at or above 70% of its initial value. Citigroup may redeem the notes early on specified dates by paying $1,000 per security plus any due coupon.

If the notes are not called, and on the final valuation date the worst performing underlying is at or above 70% of its initial value, investors receive $1,000 per security (plus any final coupon). If it is below 70%, repayment is reduced dollar‑for‑dollar with the decline in that worst underlying, potentially down to zero. The notes will not be listed, are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and their estimated value on the pricing date is expected to be at least $924.50 per $1,000, reflecting internal funding and distribution costs.

Citigroup Inc. is offering callable fixed-rate senior notes due January 26, 2029, in $1,000 denominations. The notes pay a fixed 4.00% annual interest rate, with interest paid semi-annually each January 26 and July 26, starting July 26, 2026, using a 30/360 day-count convention.

Citigroup may redeem the notes at its option, in whole but not in part, at 100% of principal plus accrued interest on the 26th of January, April, July and October beginning in January 2028. The notes are intended to qualify as TLAC-eligible, meaning in a Citigroup Inc. bankruptcy losses would be borne by shareholders and unsecured creditors, including noteholders. A wholly owned subsidiary may assume the obligations, with Citigroup guaranteeing payments, and certain Citigroup bankruptcy or covenant events would then no longer trigger default.

The notes will not be listed on any exchange. Citigroup Global Markets Inc. acts as underwriter, earning an underwriting fee of up to $2.73 per $1,000 note, and net proceeds will be used for general corporate purposes and hedging.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering $1,000 Enhanced Geared Buffered Digital Securities linked to Chipotle Mexican Grill, Inc. stock, maturing on February 25, 2027. The initial underlying value is $40.72, with a final buffer value of $32.576, or 80% of that level.

If Chipotle’s closing stock price on the valuation date is at or above the buffer level, each security pays back $1,000 plus a fixed digital return of $145, a 14.5% gain, regardless of how far the stock has risen. If the stock finishes below the buffer, principal is exposed to losses: investors receive $1,000 plus $1,000 × 1.25 × (underlying return + 20%), meaning losses accelerate at 1.25x for declines beyond 20%.

The securities are unsecured obligations of Citigroup Global Markets Holdings Inc., fully and unconditionally guaranteed by Citigroup Inc., and will not be listed on any exchange. The issue price is $1,000 per security, with an estimated value of $982 based on Citigroup’s internal models. Investors do not receive Chipotle dividends and face both issuer credit risk and market risk, as well as complex U.S. tax treatment typically characterized as a prepaid forward contract.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured callable contingent coupon notes linked to the worst performer of the Nasdaq‑100 Index®, Russell 2000® Index and the Utilities Select Sector SPDR® ETF.

Each $1,000 security may pay a monthly contingent coupon of 0.95% (annualized 11.40%) if, on the relevant valuation date, the worst performing underlying is at or above 70% of its initial value. If the worst underlying closes below this coupon barrier, no coupon is paid for that period.

Unless previously called, at maturity in April 2028 you receive $1,000 per security only if the worst underlying is at or above 70% of its initial value. Otherwise, you receive $1,000 plus $1,000 times the worst underlying’s return, exposing you to losses matching that decline and potentially losing your entire principal.

Citigroup may redeem the notes in whole on specified dates, paying $1,000 plus any due coupon. The notes will not be listed, are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and have an estimated value of $982.10 per $1,000 at pricing versus a $1,000 issue price, with total proceeds of $4,233,000 on a $4,250,000 offering.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering unsecured callable contingent coupon equity-linked securities tied to the worst performer of the Nasdaq-100 Index, the Russell 2000 Index and the SPDR S&P Regional Banking ETF. Each security has a $1,000 stated principal amount and pays a quarterly contingent coupon of 0.7708% (about 9.25% per year) only when the worst-performing underlying closes at or above 70% of its initial level on the relevant valuation date.

The notes mature on January 26, 2028 and may be called early at par plus any due coupon on specified dates. If held to maturity and not called, investors receive $1,000 per security only if the worst-performing underlying finishes at or above 60% of its initial level; otherwise, repayment is reduced one-for-one with the decline in that index or ETF, potentially to zero. The securities are not listed, have limited liquidity, are exposed to the credit risk of Citigroup, and have an estimated value of $956.60 per $1,000 at pricing, below the issue price.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing callable contingent coupon equity-linked securities due January 25, 2030, tied to the worst performer of the Nasdaq-100, Russell 2000 and S&P 500 indexes.

Each $1,000 security may pay a monthly contingent coupon of 0.7792% (about 9.35% per year) only if the worst-performing index on the valuation date stays at or above 70% of its initial level. If, at final valuation, the worst index is below 60% of its initial level, repayment of principal is reduced one-for-one and can fall to zero. Citigroup can redeem the notes early on specified dates at $1,000 plus any due coupon. The notes are unsecured, unlisted, have an estimated value of $978.10 per $1,000 at pricing, and expose investors to both market and Citigroup credit risk.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured structured notes due January 25, 2029 with a face amount of $1,000 per security. The notes pay a contingent coupon of 0.7594% per month (about 9.1129% per year) only if, on each valuation date, the worst-performing of the Nasdaq-100, Russell 2000 and S&P 500 indices is at or above 70% of its initial level.

At maturity, if the notes are not called and the worst-performing index is at or above 60% of its initial level, investors receive full principal. If it is below 60%, repayment is reduced 1% for every 1% decline, potentially to zero. Citigroup may call the notes on specified dates, returning $1,000 plus any due coupon. The notes are not exchange-listed, carry credit risk of Citigroup, and have an initial estimated value of $977.50 versus a $1,000 issue price, reflecting fees and hedging costs.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured medium-term notes called Autocallable Barrier Securities linked to the worst performer of the Nasdaq‑100 Index®, Russell 2000® Index and S&P 500® Index. Each security has a $1,000 stated principal amount, a pricing date of January 30, 2026, and, if not called, a maturity on February 3, 2028.

The notes pay no interest and do not guarantee principal. On the February 2, 2027 valuation date, if the worst-performing index is at or above its initial level, the notes are automatically redeemed at $1,120 per $1,000 (a 12% premium). If held to maturity, investors get upside exposure to the worst-performing index at a 325% participation rate if it finishes above its initial level, full principal back if it is between 70% and 100% of its initial level, and a 1‑for‑1 loss if it finishes below 70%, down to zero.

The securities are not listed, carry the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and the estimated value on the pricing date is expected to be at least $932 per $1,000 based on Citigroup Global Markets Inc.’s models.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured callable notes linked to the worst performer of the Nasdaq-100, Russell 2000 and S&P 500, maturing January 25, 2029. Each $1,000 security can pay a contingent coupon of 2.9375% per quarter (11.75% per year) for any observation period in which none of the three indices closes below 70% of its initial level on any trading day.

If the notes are not called and the worst-performing index is at or above 60% of its initial level at maturity, investors receive $1,000 plus any final coupon. If the worst-performing index is below 60%, repayment is reduced one-for-one with the index loss, down to zero, with no coupon. Citigroup may redeem the notes early on specified dates at $1,000 plus any due coupon.

The notes are not listed, may be illiquid, and all payments depend on the credit of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The issue price is $1,000 per note, with an estimated value of $991, reflecting selling, structuring and hedging costs and the issuer’s internal funding rate. The tax treatment is complex and uncertain, and non-U.S. holders may face 30% withholding on coupons.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured autocallable equity-linked securities tied to the worst-performing of the Nasdaq-100 Index® and the S&P 500® Index. Each security has a $1,000 stated principal amount and pays monthly coupons of at least 0.6667% (about 8.00% per year), while exposing investors to the credit risk of both issuers.

The notes may be automatically called as early as July 27, 2026 if the worst-performing index is at or above its initial level, returning $1,000 plus the coupon. If not called, and on the July 27, 2027 valuation date the worst-performing index is at or above 70.00% of its initial value, holders receive full principal back; if it is below 70.00%, repayment falls one-for-one with that index’s loss and can drop to zero (excluding the final coupon). The securities are not listed, have limited liquidity, an estimated initial value below the $1,000 issue price, and involve complex U.S. tax and market risks.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering principal-at-risk contingent income auto-callable securities linked to Meta Platforms common stock. The notes target a monthly contingent coupon of 1.3667% of face value (about 16.40% per year) when Meta’s closing price on a valuation date is at or above 80% of the initial share price, with missed coupons potentially paid later if the condition is later met.

The securities can be automatically redeemed on monthly potential redemption dates if Meta closes at or above the initial share price, returning the $1,000 stated principal plus the related coupon (including previously unpaid coupons). If not redeemed early and Meta’s final price stays at or above the 80% downside threshold, investors receive $1,000 plus the final coupon at maturity. If Meta’s final price is below the downside threshold, repayment falls according to a leveraged downside formula using a 20% buffer and an approximate 125% buffer rate, and principal repayment can be significantly below $1,000, down to zero.

The securities will not be listed on any exchange, and investors do not receive Meta dividends or upside participation beyond coupons. CGMI expects the estimated value on the pricing date to be at least $945 per $1,000 note, below the issue price, and will receive an underwriting fee of $1.00 per $1,000, including a $0.50 selling concession and a $0.50 structuring fee to Morgan Stanley Wealth Management.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering principal-at-risk, unsecured medium-term notes linked to the worst performer of the Nasdaq-100 Index®, the Russell 2000® Index and the S&P 500® Index, maturing on January 31, 2030.

Each security has a $1,000 stated principal amount and may pay a 7.60% annualized contingent coupon, via 1.90% coupons each quarter, but only if on the relevant valuation date the worst performing index is at or above 60% of its initial level. If on a valuation date the worst performer is below this coupon barrier, no coupon is paid for that period.

At maturity, if the worst performing index is at or above 60% of its initial level, investors receive $1,000 plus any final coupon. If it is below 60%, repayment is reduced one-for-one with the index decline, potentially to zero. The issuer can call the notes in whole on specified dates at $1,000 plus any due coupon. The notes will not be listed, carry full credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., and the estimated value on the pricing date is expected to be at least $923 per security versus a $1,000 issue price, reflecting structuring, hedging costs and dealer compensation.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering medium-term senior autocallable securities linked to the worst performing of Lam Research, Monolithic Power Systems and Taiwan Semiconductor Manufacturing Company, maturing February 1, 2029. Each security has a $1,000 stated principal amount and will pay back principal plus a fixed premium if all three stocks have at some point closed at or above their initial values and this condition is met on an interim or final valuation date.

If that happens, the notes automatically redeem early or pay at maturity with premiums that step up from 38.25% of principal in January 2027 to 114.75% on the final valuation date. If any stock has not “knocked in” and the worst performer finishes below 60% of its initial value, repayment is reduced 1‑for‑1 with the loss in that stock, down to zero. The notes are not listed, the estimated value on the pricing date is expected to be at least $896.50 per $1,000, and the issuer expects they will be treated as prepaid forward contracts for U.S. tax purposes, with complex and evolving tax and risk considerations.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing autocallable contingent coupon equity-linked securities tied to PayPal Holdings, Inc. stock, maturing on February 25, 2027, with a stated principal of $1,000 per security.

Investors may receive a contingent coupon of 0.6125% per month (equivalent to 7.35% per year) on each valuation date only if PayPal’s closing value is at or above the coupon barrier of $41.310, which is 75.00% of the initial value of $55.08. Missed coupons can be paid later if the barrier is subsequently met.

The notes can be automatically called on specified dates starting in July 2026 if PayPal’s value is at least the initial value, returning $1,000 plus applicable coupons. If held to maturity and not called, investors receive full principal only if the final value is at or above the final buffer value of $41.310. Below that level, repayment shifts to PayPal shares based on an equity ratio of 18.15541 plus a cash buffer of $250, exposing investors to up to 75.00% loss of principal.

The securities are not listed on any exchange, have an issue price of $1,000 with an estimated value of $975.50 and an underwriting fee of up to $21.50 per security. The product carries complex market, credit, liquidity and tax risks, including potential 30% withholding on coupons for certain non-U.S. holders and uncertain U.S. federal tax treatment as described by counsel.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering callable contingent coupon equity-linked securities tied to the worst performer of the Nasdaq-100 Index®, the Russell 2000® Index and the S&P 500® Index, maturing in February 2029.

Each $1,000 security may pay a contingent coupon of at least 0.85% per period (at least 10.20% per year) only when, on the relevant valuation date, the worst-performing index is at or above 70% of its initial level. If the notes are not called and, on the final valuation date, the worst index is at or above 60% of its initial level, investors receive $1,000 back; otherwise repayment is reduced 1% for each 1% decline, down to possible total loss.

Citigroup may redeem the notes early on specified dates at $1,000 plus any due coupon, capping future income. The notes will not be listed, have limited liquidity, and all payments depend on the credit of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The estimated value on the pricing date is expected to be at least $936.50 per $1,000, below the issue price, reflecting structuring and hedging costs.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured callable contingent coupon equity-linked securities tied to the worst performer of the Nasdaq‑100 Index®, Russell 2000® Index and S&P 500® Index, maturing on February 8, 2028.

Each security has a stated principal amount of $1,000 and may pay a quarterly contingent coupon of at least 0.925% (at least 11.10% per annum) if, on the relevant valuation date, the worst performing index closes at or above 70% of its initial value. If that condition is not met, no coupon is paid for that period.

Unless earlier redeemed at the issuer’s option on specified potential redemption dates, payment at maturity depends on the final value of the worst performing index. If it is at or above 70% of its initial value, holders receive $1,000 plus any final coupon; if it is below 70%, repayment is reduced one-for-one with the index loss, down to a possible zero return of principal and no final coupon. The securities are not listed, can be illiquid, and all payments are subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc.

Citigroup Global Markets Holdings Inc., fully guaranteed by Citigroup Inc., is offering $19,941,000 of Buffered Digital S&P 500® Index-Linked Notes maturing on June 30, 2027. Each note has a $1,000 stated principal amount and pays no interest.

Your payoff depends on the S&P 500® Index level on June 28, 2027, versus the initial level of 6,796.86 set on January 20, 2026. If the final index level is at least 90% of the initial level, you receive a fixed threshold settlement amount of $1,130.50 per $1,000 note, a contingent return of 13.05%. Upside is capped at this level even if the index more than doubles.

If the index falls by more than the 10% threshold, you lose about 1.1111% of principal for every 1% drop beyond that buffer and could lose your entire investment. Investors forgo dividends on S&P 500® stocks, receive no interim interest, face the credit risk of Citigroup entities, and may have little or no secondary market liquidity. Extensive risk, tax and valuation disclosures highlight market volatility, pricing model uncertainty and potentially lower secondary market values.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering S&P 500® Index-linked unsecured senior notes maturing on August 18, 2027 as part of its Medium-Term Senior Notes, Series N.

For each $1,000 note, investors get 150% participation in positive S&P 500® returns from the January 20, 2026 initial level of 6,796.86 up to a maximum settlement amount of $1,186.30, capping the total gain at 18.63%. A 12.5% buffer means full principal is repaid if the index is down by up to 12.5%, but beyond that investors lose about 1.1429% of principal for every additional 1% decline and could lose their entire investment.

The notes pay no interest, do not provide dividends from S&P 500® stocks, are unsecured obligations subject to the credit risk of both issuers, and will not be listed on an exchange, so liquidity may be limited. The economic terms are affected by internal funding and hedging costs, and the estimated value at pricing is lower than the issue price.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering $500,000 of NVIDIA-linked autocallable contingent coupon notes due July 23, 2027. Each $1,000 security can pay a quarterly contingent coupon of 1.3458% (about 16.15% per year) when NVIDIA’s closing value is at or above a $124.649 coupon barrier.

The notes can be automatically called on specified dates if NVIDIA closes at or above the $178.07 initial value, returning $1,000 plus the coupon. If held to maturity and not called, investors receive $1,000 only if the final value is at least the $106.842 final barrier; below that, repayment is reduced one-for-one with NVIDIA’s decline and can be zero.

The securities are unsecured, subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., will not be listed on an exchange, and have an estimated value of $975.20 per $1,000 at pricing, below the issue price, reflecting structuring and hedging costs.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering $1,000-denomination autocallable barrier securities linked to the worst performer of the Nasdaq-100 Index® and the S&P 500® Index, maturing February 7, 2031.

The notes can be automatically redeemed on interim valuation dates in 2027, 2028 or 2029 if each index closes at or above its premium threshold (103%, 106% or 109% of its initial value), paying $1,100, $1,200 or $1,300 per $1,000 security, respectively. If not redeemed, at maturity investors get $1,000 plus a leveraged return based on 162.00% of the gain of the worst-performing index if it finishes at or above its initial level, $1,000 back if the worst index is between 80% and 100% of its initial level, and a loss of principal matching the full decline of the worst index if it falls below 80%.

The securities will not be listed on an exchange. The issue price includes an underwriting fee of up to $41.25 per security, and the issuer expects the estimated value on the pricing date to be at least $892.00 per security. Investors forgo dividends on the indices and face credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc. as well as complex U.S. tax treatment.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured Medium-Term Senior Notes that are equity-linked to the worst performing of the Nasdaq-100, Russell 2000 and S&P 500 indexes. Each security has a $1,000 stated principal amount and can pay a contingent coupon of 0.8042% per period (about 9.65% per year) when the worst-performing index on a valuation date is at or above 70% of its initial value.

Unless called early, the notes mature on February 1, 2029. At maturity, full principal is returned only if the worst-performing index is at or above 60% of its initial value; otherwise repayment is reduced one-for-one with the index loss and can fall to zero. The issuer may redeem the notes in full on specified dates for $1,000 per security plus any due coupon, capping future income. The notes are not listed, may have limited liquidity, pay no dividends, and all payments depend on the credit of Citigroup Global Markets Holdings Inc. and Citigroup Inc. The estimated value on the pricing date is expected to be at least $934.50 per security, below the issue price.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering autocallable contingent coupon equity-linked securities maturing on January 27, 2028. Each $1,000 security pays a contingent coupon of at least 0.8917% per period (about at least 10.70% per year) only if, on the relevant valuation date, the worst performing of the EURO STOXX 50® Index, Nasdaq-100 Index® and S&P 500® Index is at or above 70% of its initial value.

If, on any of several specified potential autocall dates starting July 22, 2026, the worst performing index is at or above its initial value, the notes are automatically redeemed at $1,000 plus that period’s coupon, ending further payments. If the notes are not called and, on the final valuation date, the worst performer is below 70% of its initial value, investors lose 1% of principal for each 1% decline, down to zero.

The securities are unsecured senior debt, fully and unconditionally guaranteed by Citigroup Inc., with an issue price of $1,000, an underwriting fee of up to $4.00 and minimum issuer proceeds of $996 per security. They will not be listed on any exchange, may have limited liquidity, and all payments depend on the credit of Citigroup Global Markets Holdings Inc. and Citigroup Inc.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering Dual Directional Buffer Securities linked to the S&P 500® Index, due on February 26, 2027. Each security has a stated principal amount of $1,000 and pays no interest.

At maturity, if the S&P 500® final value is at or above its initial level, investors receive $1,000 plus an upside return based on index gains at a 100% participation rate, capped by a maximum upside return of at least $94.00 per security (at least 9.40% of principal). If the index falls but stays within a 15.00% buffer, investors receive a positive return equal to the absolute value of that decline.

If the index declines by more than 15.00%, principal is reduced 1% for each percentage point beyond the buffer. The securities are unsecured, subject to the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., will not be listed on an exchange, and have an expected estimated value on the pricing date of at least $944.50 per $1,000, reflecting structuring and hedging costs.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured autocallable contingent coupon equity-linked securities tied to the worst performer of the Nasdaq-100, Russell 2000 and S&P 500 indexes, maturing in February 2028.

Each $1,000 security may pay a contingent coupon of at least 0.875% per period (at least 10.50% per year) only if, on the relevant valuation date, the worst-performing index is at or above 70% of its initial level. Beginning in July 2026, the notes are automatically called if the worst-performing index is at or above its initial level, returning $1,000 plus that period’s coupon.

If the notes are not called and the worst-performing index finishes below 70% of its initial level at maturity, investors lose 1% of principal for each 1% index decline and can lose their entire investment. The notes are not listed, carry the credit risk of Citigroup Global Markets Holdings Inc. and Citigroup Inc., have an estimated value on the pricing date expected to be at least $935.50 per $1,000, and involve complex market and U.S. tax risks.

Citigroup Inc. is offering callable fixed rate notes due January 29, 2029, with a stated principal amount of $1,000 per note and a fixed annual interest rate of 4.10%. Interest is paid semi-annually on January 29 and July 29, starting July 29, 2026, using a 30/360 day count convention.

Beginning January 29, 2027, Citigroup may redeem the notes in whole at 100% of principal plus accrued interest on specified quarterly redemption dates. The notes are intended to qualify as eligible debt securities under the Federal Reserve’s TLAC rule, meaning in a Citigroup Inc. bankruptcy losses would be borne first by shareholders and then unsecured creditors, including these noteholders.

A wholly owned subsidiary may assume Citigroup’s obligations under the notes, with Citigroup guaranteeing payments, and certain bankruptcy or covenant events at Citigroup would then no longer trigger default on the notes. The notes will not be listed on any exchange. CGMI acts as underwriter, may receive an underwriting fee of up to $6.00 per note, and may engage in hedging transactions that can affect secondary market values.

Citigroup Inc. is offering unsecured senior Callable Fixed to Float Range Accrual Notes linked to the 10-year CMT rate and scheduled to mature on January 29, 2046. Each note has a stated principal amount of $1,000 and pays a fixed coupon of 10.00% per annum for the first two years, regardless of the 10-year CMT rate.

After two years, coupon payments become variable and can be up to 10.00% per annum, but only accrue for days when the 10-year CMT rate stays between 0.00% and 5.00%. If the rate is outside that range for all days in a period, the coupon for that period will be 0.00%. Citigroup may redeem the notes in whole on any interest payment date on or after January 29, 2027 at 100% of principal plus any due coupon.

The notes are intended to qualify as TLAC-eligible debt, rank equally with other unsecured unsubordinated Citigroup debt and are not listed on any exchange. The preliminary estimated value per note on the pricing date is expected to be between $910.00 and $1,000. Citigroup Global Markets Inc. acts as underwriter and receives an underwriting fee of up to $35.00 per note. The product involves complex interest, market, credit and tax risks, and may be assumed by a subsidiary subject to a Citigroup guarantee.